Item - 2011.EX4.9

City Council on April 12 and 13, 2011 adopted the following:

1.         City Council consent to Toronto Port Lands Company's (TPLC) proposal to offer the Project (being the lands and premises municipally known as 25 Dockside Drive) for sale on the terms identified in the confidential attachment to this report and on the condition that the proceeds from the sale be used to repay in full the construction loan provided by the City.

2.         City Council direct that a by-law be enacted, pursuant to s. 145 of the City of Toronto Act, 2006, granting authority, in the form of a special resolution within the meaning of the Ontario Business Corporations Act, to amend TPLC's articles of incorporation by:

a.         deleting the restrictions on the corporation's power requiring that the corporation's activities be carried on without purpose of gain for its shareholder, that any profit accretion be used only to promote its purposes, and that no part of the income of the corporation be payable or otherwise available for the personal benefit of the shareholder of the corporation;

b.         deleting the restriction attaching to the corporation's shares requiring that the directors not declare, nor the corporation pay, any dividends; and

c.         expanding the purposes to include sales

and grant authority to introduce the necessary bill in Council.

3.         City Council direct that a declaration by the City, in its capacity as sole shareholder of TPLC, be delivered to the Board of Directors of TPLC, directing that, once the articles of incorporation have been amended in accordance with Recommendation #2 above and the Project has been sold, TPLC use the net proceeds from the sale of the Project to provide a dividend to the City in a specific amount to be determined by the board of directors in consultation with the Deputy City Manager and Chief Financial Officer.

4.         City Council direct the Deputy City Manager and Chief Financial Officer to deposit the dividend amount received from the TPLC in the City’s Capital Financing Reserve Account (XQ0011).

5.         City Council consent to the extension of the maturity date for the construction loan provided for this project by the City from March 31, 2011 to December 31, 2011.

6.         City Council request the City Manager to report to the Executive Committee if and when and potential sale is reached for the sale of Corus Quay.

7.                  City Council direct that Confidential Attachment 1 of the report (March 4, 2011) from the City Manager and Deputy City Manager and Chief Financial Officer remain confidential under the provisions of the City of Toronto Act, 2006, as it relates to the security of property of municipality or local board, until the closing of the sale transaction.

8.         City Council refer the following motion to the Parks and Environment Committee for consideration and request the Acting Director, Waterfront Secretariat to report to the Parks and Environment Committee when this matter is being considered:

               Moved by Councillor McConnell:

              That:

1.        As part of the 2012 Capital Budget Review process, consideration be given to allocating a portion of the net proceeds from the sale of Corus Quay into a City of Toronto Parks reserve fund for the purposes of maintaining Waterfront parks.

2.        The Acting Director, Waterfront Secretariat in consultation with the Deputy City Manager and Chief Financial Officer, and the General Manager, Parks, Forestry and Recreation report back to the Executive Committee on a comprehensive financing strategy for the maintenance of Waterfront parks.

Confidential Attachment 1 to the report (March 4, 2011) from the City Manager and Deputy City Manager and Chief Financial Officer remains confidential in its entirety at this time under the provisions of the City of Toronto Act, 2006, as it relates to the security of property of municipality or local board.  Confidential Attachment 1 will be made public once the sales transaction has closed.